UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 10, 2009
Progress Software Corporation
(Exact name of registrant as specified in its charter)
Commission file number: 0-19417
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| Massachusetts
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04-2746201 |
(State or other jurisdiction of
incorporation or organization)
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(I.R.S. employer
identification no.) |
14 Oak Park
Bedford, Massachusetts 01730
(Address of principal executive offices, including zip code)
(781) 280-4000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
On March 10, 2009, Roger J. Heinen, Jr., a member of the Board of Directors of Progress
Software Corporation (the “Company”), advised the Company that he has decided not to stand for
re-election at the Company’s 2009 Annual Meeting of Shareholders, presently scheduled for April 23,
2009. As a result, Mr. Heinen will no longer be a Director of the Company upon the expiration of
his current term at the Annual Meeting. Mr. Heinen is also Chairman of the Compensation Committee
of the Board of Directors and a member of the Nominating and Corporate Governance Committee of the
Board of Directors. Mr. Heinen was initially elected to the Board of Directors in March 1999. Mr. Heinen’s
decision is not in connection with any known disagreement with the Company on any matter relating
to the Company’s operations, policies or practices.